Replacement
by Mnemosyne's Elegy
Summary: Gray knows from the beginning that he's Jellal's replacement. It's something he accepted. But when Erza's heart will never be satisfied, she might have to find a new replacement. Sort of Grayza.


**Edit: This isn't an anti-Gruvia piece (nor a Gruvia piece, obviously, because that's one toxic relationship I won't touch with a ten-foot pole). In fact, I tried to include Juvia as absolutely little as possible, because the point isn't her craziness. But a couple people thought it was a good idea to start up their bitching and moaning again, so I went ahead and added in some more anti-Gruvia sentiments for the fun of it. You're welcome, kiddos :) Usually I don't go around changing my writing for whiny children, but there can never be too much anti-Gruvia and it seemed like a fun enough thing to do as long as it didn't get to the point where it interfered with the main story. So it's not, like, super hit-you-over-the-head for the most part, but I did tweak a few things. If you want to read about your pet unhealthy romances, do it elsewhere. I'm not pandering to you. Sorry, honey, but this ain't your soapbox ;) Next time, go throw your tantrum at someone who actually cares lol**

* * *

Gray isn't sure when he falls in love. He doesn't think it's one of those love-at-first-sight things that seem to be so popular in literature, and it never hits him in any sudden epiphany. He didn't fall in love at the river, although later she'll suggest it and say it makes a cute story. They were just kids then, and neither of them knew enough about love. It creeps into his heart gradually, little by little over the years, until he finally realizes that he's slowly been falling in love this whole time.

It would never work. He has a hard time imagining how to have any kind of romantic relationship with Erza. He's not good at opening up his emotions to others, and she would probably spend half the time beating him up and telling him not to strip or fight with Natsu. They're just too different, as much as they're the same.

Gray stays quiet for a long time, inching closer and closer to Erza as they form a team and set off on their adventures, but he never touches her. She has always been larger than life, a little unapproachable even when they're friends. He likes to play with fire and circle around her, quietly creeping closer and becoming a friend that she can rely on and respect and even sometimes confide it, but he doesn't go any farther than that. He doesn't want to mess up what they have, and it would be far too easy with her. She can shut down just as quickly as he can, and will be just as hard to win over again.

He realizes that he was right after the debacle with the Tower. Erza doesn't say it, but he realizes that there's something with Jellal. He's pretty sure children shouldn't fall in love with children—what do children _really_ know about that kind of love?—but those two definitely have some kind of connection. And despite everything Jellal has done and become, Gray looks into Erza's eyes and sees something too similar to what he sees when he looks at himself in the mirror. She's locked in a fruitless, hopeless love.

When Jellal dies, Gray goes to Erza later that night and holds her and lets her cry. And in the morning he's gone, back to being the same friend as always. He resolves now, more than ever, to quash down whatever silly feelings he has.

Funnily enough, this only seems to make it worse. He isn't sure what possesses him to kiss her. One day she drags him out to try a new bakery's strawberry cake—she still can't believe that he finds the stuff so sickly sweet as to be inedible, and he loves her for her persistence in searching for one he'll like—and at some point there's just this most adorably excited look on her face and she's so close and he's leaning in before he even realizes it.

He's immediately horrified. For one, you _do not_ kiss someone without their permission. However cute they make it seem in books, it's a violation of personal space and trust. And secondly, he knows that she's in love with someone else.

"I-I'm sorry," he stutters, feeling the heat and shame clawing at his face and insides. "I didn't…"

Erza looks as stunned as he feels, eyes wide and cheeks stained red. "Gray? Wh-what…? I don't, um… Jellal and…"

"I know," he says quickly, finding it difficult to meet her gaze. He squirms uncomfortably, every muscle in his body itching to run away. "Seriously, I was out of line. It's nothing important, really. It's not…"

She doesn't know what to say any more than he does. "You, um…"

"A-anyway, this cake is still way too sweet. I don't know how you can stand it."

And it's awkward, but they can pretend it never happened. They share a strained laugh and quickly part ways.

Gray wants to take a solo job, maybe a whole string of solo jobs, and run away to avoid his mistake. If life were a novel, he probably would. He's not a coward, but there are some things not even he can bear to face. He's embarrassed and heartsick and can't look Erza in the eye, and maybe it would be better for both of them if he left for a little while. Or a long while.

But he doesn't, because he thinks it isn't fair. Not to the team, who will wonder despite his excuses. And not to Erza, who will know the real reason.

When he comes into the guild the next day and acts as completely normal as he can act while still feeling like an awkward wreck, Erza smiles a little uncertainly, a little hopefully, and he knows that he has made the right choice. She doesn't want the team broken up any more than he does. She wants to still be friends, and he'll give her that.

If they're still a little awkward around each other, it's not enough that the team notices. They take a job without incident. Gray and Erza pretend that nothing has happened, don't even acknowledge it to each other except in the occasional moment of unguarded embarrassment.

Things go back to normal, or as normal as they can be when Gray's mind is stuck in a loop over that stupid kiss and he continues to beat himself up over it.

And then a few days later, Erza grabs his wrist and drags him out of the guild. "We need to talk," she says, and her face is set in grimly determined lines.

This does not seem like a good sign. They haven't really been alone with each other since the kiss, only interacting when the rest of the team is there to act as a buffer. Why does she want to talk to him now? And about what? His mind immediately begins cycling through all the worst possible scenarios.

"About what?" he asks. His voice is higher pitched than he'd like, and he's sure that his apprehension is obvious in his eyes and every line of his body.

Erza shakes her head and doesn't look at him. Neither does she release him, and he stumbles after her in a panic. She takes him down to the river, which only makes him more uneasy.

She turns finally and lets go. He opens his mouth to ask again what she wants, but that's when she leans forward and presses her mouth to his. It's an awkward, clumsy thing, not helped by the fact that Gray has gone stiff as a board and then jerks away. He can't breathe, only stares at her with wide, uncomprehending eyes.

Erza leans back a little. Her cheeks flush and embarrassment shines in her eyes, but she stays stubbornly defiant.

"You kissed me first," she says.

Gray nearly chokes on his own spit. He has no idea what has gotten into her.

"Y-yeah, but I shouldn't have…"

Erza wriggles uncomfortably under his gaze. "Should I have asked first? I just figured since you did it first…"

"I– You– _What?_ "

Erza crosses her arms and that embarrassed defiance comes back, that tenacious determination that Gray has always loved about her. "I want you to ask me out."

"You want me to… _what?_ "

"Well, you want to, right?"

"But–but–"

"I do still love Jellal," she admits, looking away. "Some part of me will probably love him forever. But he's dead and, to be honest, there wasn't much of him left to love anyway. I don't want to waste my life pining over him, and you… Well, you've been here for me from the beginning, haven't you? I trust you more than anyone and you've helped me through a lot of hard times and been my closest friend. And since you… Well, if I'm going to move on with anyone, why not you?"

"But you…"

"I don't know if it will work, but what can it hurt to try? I mean, it's what you want, right? And I think I could learn how to want it too. Or, at least, I want to try. So, what do you say?"

Gray stares at her, flabbergasted. He isn't sure this is a good idea. He isn't sure that Erza is really ready to move on yet, and he doesn't want her to end up resenting him for trapping her in a relationship she never really wanted. But he also understands the desire to move on and let go, and he has such a hard time saying no to her.

He wants to say yes, because he wants to give her what she asks for and because of course he wants her. But he also knows that if he accepts this proposal, he will only be filling in as Jellal's replacement. She does not love him the way he loves her, and he's not sure if she ever will.

Just try it out, she says. What can it hurt, she says.

He thinks that it could probably hurt a lot. He wonders if the happiness of being with her can eclipse the pain of being someone else's replacement.

He wonders if it's worth it.

He swallows hard. "Will you go out with me?"

Of course it is.

.

Dating Erza is actually easier than he expects. Everyone is surprised by the sudden declaration, of course. Natsu's jaw nearly hits the ground, and it's ridiculously satisfying to watch the gears spin uselessly in that oblivious little brain of his. Others offer their congratulations.

"Maybe we should have seen it coming," Lucy says with a laugh. "I was actually thinking, on Galuna, that she listens to you more than the rest of us. Not that I blame her for trusting you more than Natsu, but I always kind of got the feeling that you two had an understanding."

Gray wonders if that's true. Maybe it is, even if it was only from a deeper friendship. He and Erza don't talk so much about emotional things—neither of them is good at that sort of thing—but they have an understanding that stems from the river and Galuna and the Tower and a thousand other small things, and they don't need a lot of words for that.

Maybe that can be the foundation of this relationship they're trying to build, however that might turn out.

They have a brief honeymoon phase, suddenly a little uncertain and awkward around each other as they stay on their best behavior and try to sound each other out. Both are trying to make a good impression, Gray suspects, and they try to do cute couple things like dates and flowers.

Then one day Natsu says something stupid and a fight ensues. Erza steps in to break it up, her eyes blazing as she lectures them, and suddenly things are back to normal. They fall back into the normal patterns of their easy friendship, abandoning their Sunday best to just be themselves again, and they're comfortable with each other once more.

Some things change, of course. Neither is really comfortable with physical displays of affection in front of an audience, but occasionally they hold hands or kiss when no one is looking. Gray thinks they act pretty much the same in the guild, until Mira comments on the differences: they sit and stand closer together at a more intimate distance, they share secretive smiles when they catch each other's eye, they talk to each other with an unguarded ease, they have a quiet understanding palpable enough for the others to feel even when no words are exchanged.

Mira says that it's like they've been together for years and sighs over how in love they are. Gray isn't sure that Erza is in love with him, of course, but they both seem to enjoy the more intimate companionship.

They even talk, sometimes. Gray thinks it should be more uncomfortable than it is, since neither of them is good at anything but bottling their feelings up inside, but maybe they've been building up to this for a long time now. Since the riverbank, maybe. They've seen each other without their armor more times than everyone else put together even before they start dating. They might not have talked about their problems directly, but they've always given each other comfort anyway.

Now they begin opening up, little by little. There are things that Gray will never tell her, those darkest secrets he keeps locked up inside his soul. There are things that she will never tell him, and he accepts this. They share bits and pieces, whispers in the night or comments on the riverbank, and discover that it feels good to let someone else in, even if just a little.

They don't talk about Jellal.

By the time they run off to fight Oración Seis, the guild has already declared them a 'forever' couple. They fit together so seamlessly that there are bets being placed on their wedding date and on how many kids they'll have. Juvia is devastated; everyone else is thrilled. It would be just about perfect, if Juvia wasn't still stalking Gray everywhere like a lovesick puppy despite his complaints and Erza actually loved him.

Oración Seis rocks the boat. When they go off to fight, some of the best and worst things happen to them both. Gray is cautiously—wildly, madly, hopelessly—hopeful that his new truce with Lyon will stick. He almost wants to cry when he realizes that Lyon came back for him despite everything and is letting go of the past. He won't, of course, because he doesn't cry. But still, he hopes with the hope of a drowning man.

Erza's blessing is even more mixed. It seems Jellal isn't dead after all, but neither does he have his memories. This seems like a cop-out to Gray. There are things he'd rather forget too, but that would make him a different person. And forgetting his sins would be irresponsible.

But Jellal has forgotten and is suddenly on their side or some such nonsense. Erza does not take it well. Gray wants to hold her and tell her it will be okay, but there's too much to be done and they'll have time after the battle…as long as she doesn't trade him for Jellal first. He hasn't forgotten that he's the replacement. He wonders if this puts them on rocky ground. Jellal will only complicate things.

But when the Knights go to arrest Jellal, Gray is the first to run forward and try to stop them. Not for Jellal, who has hurt Erza and who Gray can't help but resent for being the person she would first choose, but for Erza. Because Gray would do anything to heal Erza's heart, even if it means rescuing the man she loves more than him.

When she stops him, he is selfishly relieved. He doesn't want Jellal imprisoned and executed, not really, so he feels guilty about that flicker of relief. And also because he knows this isn't what Erza wants. This isn't a statement on their relationship. She stops him because she knows what the consequences would be of the guild going up against the Council. That's all.

He spots her later, sitting off by herself and crying silently. He wants to go to her, hold her, but she didn't come to him this time and he doesn't know what he's supposed to say. Everything about Jellal is off limits, and Gray thinks he will only make things worse and more complicated for Erza if he approaches her now.

He waits for an hour or so, pacing like a caged beast, and then finally gives up. She's had some time to grieve on her own, and maybe now he can help with the aftermath.

When he sits beside her and wraps an arm around her, she turns to him and curls into his chest, her hands gripping his shirt as she cries. He whispers some comforting things and then lets the silence stand. They don't always need words, and sometimes a comforting presence is enough. They've stuck together through thick and thin, and he's at least confident in his ability to soothe her when she's hurting.

It's already dark by the time they sneak back into their temporary housing, and the others are all sleeping already.

He lets out a muffled cry of surprise when she pulls him down abruptly. He doesn't want it, not like this. But he can't say no to her, and if this is what she needs…

She wants it rough; she's desperate. He wishes it wasn't happening like this.

This has nothing to do with love. He isn't sure if she's trying to pretend he's Jellal or if she's just trying to lose herself in the present and forget, but he doesn't like either option. He wants to tell her that it won't work, but maybe it's not his place.

Her back arches, and she cries out, "Jellal!"

He isn't sure she's even realized it.

He rolls over and stares blankly into the darkness and pretends that he hasn't heard. When she falls asleep, her dreams are restless. The name she whimpers in her sleep is also not his.

He stares into the darkness until sunrise and pretends not to hear.

.

He isn't sure if she actually loves him. He never asks. If nothing else, she's closer to him than to anyone else, even if it's maybe only friendship. He tells himself that it's enough.

Things get better, though. If Jellal's reappearance threatened to tear them apart, it eventually brings them closer together, even if it stirs up Gray's insecurities in the process. Erza talks to him even more, although not about Jellal. He was there for her on that darkest of nights, and she knows it. Whether she loves him or not, she still smiles when he catches her eye and enjoys whispering to him, everything from sweet nothings to inside jokes to dark secrets.

And if she sometimes whispers Jellal's name in her sleep, Gray can forgive her that.

Everything is good, although Tenrou rattles them. It's jarring to realize that seven years have passed in a heartbeat, and they're left scrambling to figure out how the world has changed around them and how to reclaim their place in it.

And then, just before these newfangled Grand Magic Games that have sprung up in their absence, they meet the new Crime Sorcière. Gray is glad to see how much Ultear has changed. He's less thrilled to see Jellal running free and with his memories to boot. He's happy for Erza, that she doesn't have to worry about Jellal being jailed and executed anymore, but he senses that this could spell the doom of their romance.

He's hoping he's wrong, but it's as he's recovering from that horrendously painful Second Origin procedure that Erza comes storming over. He raises a questioning eyebrow at her frustration. They often vent their irritations to each other, and he settles in to listen and commiserate.

"I cannot _believe_ him!" she fumes.

"Hm?" It takes Gray a second to make the connection. "Jellal?"

"Yes!" She scowls and kicks at a rock. "We were just talking, right? And then he almost kisses me! But wait, get this, he stops himself and tells me that he has a _fiancée_ , as if I don't know it's a lie! He just doesn't want–"

She breaks off and looks at Gray as if really seeing him for the first time, her eyes widening. He supposes he should be grateful that she's so comfortable with talking to him now that she automatically came to him with this before realizing why it might be better not to. What a trustworthy friend he must be.

"I-I'm sorry," she stammers. "It's not like… I didn't actually…"

Gray slowly, painfully picks himself up off the ground and steps towards her. She breaks off and squares her shoulders in anticipation, her eyes shining with guilt. She's expecting a fight, the jealous boyfriend yelling and accusing. They do fight sometimes—they both have fiery tempers, after all—but Gray is more melancholy and resigned than angry.

He pulls her close and smashes their lips together. It's a desperate, hungry, deep kiss, and he presses for more and more until they're both gasping for air. When he finally breaks away, she's still panting but gives him a cautious smile.

"I think we should break up," he says.

The smile disappears. "What?"

He shrugs and looks away, his eyes dull. "Jellal's free and has his memories. He'll give up on this imaginary fiancée eventually, and it would be a shame if you already had a boyfriend when he finally came around to ask you out."

Erza gapes and a funny expression twists her features. "That's not… But… He's not… But I'm with _you_. Aren't we happy? I want to be with you."

He smiles sadly, although his heart is crumbling to pieces. "Erza, I was only ever his replacement. Now that he's back… I know you've never gotten over him. And I _do_ want you to be happy, so I'm going to let you go. But if he hurts you again, I'll rip his arms off."

"Don't go!" she wails.

"I'm sorry, but he'll come around sooner or later, and you can't be attached then. We can still be friends. I'll still be here for you when you need me. It's okay."

"But I love you," she whispers, her eyes full of tears.

Gray isn't sure if he believes her.

"But you love him more," he says gently. "I knew that from the beginning."

And despite her pleas, he walks away.

.

"I can't believe she just left you as soon as Jellal was available!" Lucy says, outraged.

"Technically, I broke up with her," Gray replies absently.

"But I was so sure you'd last forever! I mean, I realized there was something with Jellal, but…"

"I knew from the beginning that she still loved him," he says flatly. "I accepted that. It's not her fault. I knew what I was getting into. Play nice, alright?"

The aftermath of their breakup is as rocky as the start of the Games. It takes everyone by surprise, although a few people put two and two together and realize it can't be a coincidence of timing that Jellal has just reappeared. But they accept it, because they have no choice and it's none of their business.

Dealing with Erza is more difficult, although she's proud enough to stop begging quickly. Things are still tense and awkward, but they can distract themselves with the Games. They will figure out how to settle back into a more restrained friendship afterwards. Maybe sooner rather than later. Jellal is still hanging around, so Gray is hopeful—dreading—that he will work up the nerve to propose to Erza soon. Maybe that would help.

Not helping matters is Juvia's renewed attentions. With little sense of decorum or propriety, she begins circling Gray like a shark that smells blood as soon as the breakup is announced.

Gray isn't sure what to do about her. Ignore her, probably. But he also considers what might happen if he bites the bullet and gives in to her. Maybe it would help Erza move on to Jellal, and also make Juvia happy. His own happiness is forfeit at this point, so the main consideration is in how it would affect the girls.

But Juvia would have to know that she was only Erza's replacement, and Gray doesn't feel comfortable doing that to someone else. He understands the insecurities and heartache and hesitations that come with it, and he isn't sure if the happiness would outweigh all that.

Then again… If someone asked him if the heartbreak was worth it, if he would do it all again, he would say yes. He wouldn't trade that time with Erza for the world, even though it only made everything hurt more in the end. She still holds the shattered remains of his heart, and he is still so hopelessly in love with her that he wouldn't have it any other way.

So maybe… He doesn't particularly want to go that route, but he's considering. He knows Juvia doesn't actually love him either. She's still infatuated with an idealized version of him that she built out of her fantasies, because for all she stalks and watches him, she's never bothered to learn anything about him at all. That always bothered him before, but maybe he's just as much a fool as she for starting things with Erza when he knew she wasn't in love with him either. And it would make her happy to have her fictional paramour, at least until she grows up and learns what love actually is. What's the difference between playing Juvia's romanticized fantasy and Jellal's replacement?

Still, even when he's debating Juvia, he finds that his eyes only ever follow Erza. And he desperately hopes that her heart will fare better than his.

* * *

Erza is a horrible woman. It hits her when Gray breaks up with her so that she can go to Jellal, when he says that he's known she loved Jellal more and he was always a replacement. It hits her when she finally tells him she loves him and his eyes say that he isn't sure he believes her.

She is a horrible woman because she has taken advantage of him. He has loved her from the beginning—he might doubt her when she says it, but she has never doubted the sincerity in his eyes—and she has strung him along because she couldn't have Jellal. She's never truly considered how hard it would have been for him, to know that he was always her second choice and to be unsure if she'd ever love him.

But she _does_ love him. She isn't sure when she fell in love. It's not one of those love-at-first-sight things, and it never hits her in any sudden epiphany. It creeps into her heart gradually, little by little, until she finally realizes that she's slowly been falling in love this whole time.

Jellal was her first love, and she still loves him. She was not in love with Gray when they first started dating, but somewhere along the way, she fell in love with him too. She loves his laugh and that adorably shy smile he gives her when he's trying too hard to be romantic and the way his eyes always follow her. She misses him. She misses those small smiles they shared when they caught each other's eyes and how he'd play with her hair idly while they talked and the way she felt comfortable going to him for almost anything even when she couldn't turn to anyone else.

And maybe this realization comes too late, because now he doesn't believe her. He never says it like that, of course, but she can see it in his eyes. He's too selfless, and it's something she both loves and hates him for. He's dead set on doing what he feels is best for her, whether she agrees or not.

But Erza is too proud to beg forever, and he isn't giving in. She throws herself into these Grand Magic Games with everything she has to drown out the heartbreak. He means it that he'll still be there for her and she knows she could go to him for just about anything, but she hates seeing that melancholy, heartbroken look in his eyes. He's good at acting like he's fine, but Erza knows that she has broken him down. She thinks he should probably resent her for that, but he doesn't. He has always been too accepting of her faults and too willing to put others above himself.

(She almost wishes that he'd blame her, because she blames herself.)

She wonders if his poor performance in the first round is because of her. But when she does well in Pandemonium, he smiles and congratulates her and says he's proud. She wishes he would kiss her and spin her around like he used to, but he doesn't.

Erza resolves to move on, throwing herself wholeheartedly into the Games to distract herself. She resents Gray for abandoning her without giving her the chance to choose, even though she has the feeling that she has created this mess herself.

She runs into Jellal in the city one night. They don't talk about love, but he'll be around until he finds out what this mysterious magical signature is, and Erza works on rekindling her love. Gray doesn't want her? Well, that's fine. She still loves Jellal too, and eventually he'll abandon his self-imposed penance and come around.

(This is a lie. Gray has always wanted her. She knows this. She pretends not to.)

Destroying the Eclipse Gate and defeating Future Rogue and his hordes of dragons and dragonlings is a major victory, and Erza needs it to take her mind off things. Gray doesn't tell her that he died. She finds this out from Juvia's ramblings. A few weeks ago, this is something he would have taken to Erza, something they would have discussed in hushed voices while they snuggled and worked it out together. Now Gray smiles and waves off everyone's concern and says he's fine.

(He always used to do that, before. He does it when he's not fine.)

She notices him crying in the carriage on the way back to Magnolia, and it makes her heart shudder and clench up in a funny way. He's hiding it, but that's not unexpected. He doesn't like to show those emotions in front of others. She hopes that he might come to her later, when they're alone, because he used to.

He doesn't, and Erza can't help but think that she's lost him for good.

.

Erza is waiting for Jellal. It feels like she's been waiting for him forever, but now she loses herself in it because it takes her mind off of Gray.

(Sometimes. She tries very hard not to think of Gray, at least not in a romantic sense, but it's hard.)

The Tartaros fiasco fixes her attention firmly on Jellal, because he was once a Council member too, wasn't he? She fears for his safety, but she needn't bother. He escapes nearly unscathed, and with new additions to his guild to boot.

Erza does not. Kyouka's torture gives her flashbacks to the Tower, of being a small, helpless girl chained and enslaved. Having her senses taken away and the pain amplified until her soul itself throbs with it makes her feel helpless. But she is strong. She wins, in the end. Wins when few others could. She is strong.

So why does she feel so weak?

She's huddled in her own memories when Jellal passes by. He murmurs a few words—nice ones, she admits—and then he's gone, not even slowing down. She stares after him, her heart rising sharply and then falling precipitously. He's off on his own adventures with his guild and his penance, and he's leaving her behind again.

It feels like she's been waiting on him forever, ever since they were children. Like how Gray has been waiting on her, she realizes. And it's a hard realization, that she's still waiting and pining when she could have had someone all along. How long will she have to wait before admitting that Gray has been by her side this whole time? But she lost that chance because she was too busy waiting on someone else instead of appreciating who she had, and now she'll be waiting forever.

(She's always going to be waiting on someone, isn't she? Even if Jellal comes back, will she always be waiting on Gray? In the same way that Gray waits for her?)

As if her thoughts summon him, Gray appears seemingly out of nowhere and wraps his arms around her and holds her close. He strokes her hair and whispers comforting words into her ear. Somehow he knows both what has happened and what it means to her.

(He always knew her better than anyone.)

And Erza allows herself a moment of weakness to clutch him tightly and sob out her fears and sadness just like she used to. She wants him to kiss her and tell her he loves her and say that things will be okay. He does only the last of those.

But it's still comforting to feel him there and know she's not alone. He always knows how to make her feel better. Even if they aren't _together_ -together, she can still count on him. She realizes that she's missed talking to him and going to him with her problems to let him make her feel better. Things have been awkward between them, but maybe they're getting better. Maybe they can still talk and turn to each other with their grief.

But Gray doesn't tell her about his father. Erza finds this out from Natsu in passing, just before he disappears and runs off with only Happy to mourn Igneel. She wants to say something to Gray, to bring him some of the comfort he's already brought her, but he didn't tell her and she's not sure it's her place anymore. She has to do something—because how terrible would it be to meet and kill your 'dead' father like that?—but Juvia is hanging around like a clingy shadow and Gray's eyes are carefully guarded, and she can't work up the nerve.

The death blow is dealt by the Master, when he disbands the guild. Erza doesn't know what to do without Fairy Tail. The guild is her _family_ , and she doesn't want to be alone.

She can't help but think that if she had appreciated what she had instead of always yearning after what she didn't, Gray would be with her now. She desperately wants to ask him to come with her, but that bridge is burned. It could have been the two of them clinging to each other when they lost everyone else, so that at least they had each other even if the guild was gone.

But when the former Fairy Tail mages go their separate ways, Erza is alone.

.

Erza can't stand to be alone anymore. She used to always gravitate to the side as a child, keeping away from others, but she had started growing out of that. She had still had more than a little of that solitary independence running through her, but then she had grown closer to Gray than she'd realized it was possible to get to another person, and now she doesn't know how to survive on her own anymore. But she is a strong and independent woman and can very well handle herself.

(She needs Gray like she needs air.)

To distract herself from her loneliness, she throws herself into any and every project she can, with the fiercest dedication she can muster. If she's too busy to think about anything else, she can't think about Fairy Tail or Jellal.

(Or Gray.)

Avatar is the perfect project. With all the dangers it poses, Erza gathers what information she can and then conceives the idea of an infiltration. It's perfect. She can be someone else for a while, and maybe that's what she needs.

It's a total coincidence that she and Gray run into each other in town. They stare at each other, blinking in surprise, neither quite able to believe their eyes. It's been nearly half a year since they've last seen each other, and Erza has the urge to throw her arms around him.

Instead, they exchange niceties. Erza tells him a little about her projects, and he tells her a little about what he's been up to in the vaguest terms. He mentions that he's been living with Juvia, and even though he makes a point of saying that it's completely platonic and he only felt bad about leaving her alone, it makes it hard for Erza to breathe.

She's not jealous. She very well knows that Gray doesn't love Juvia, not the same way he loves her. And even if he did, what right does Erza have to complain? She, who was in love with another man the entire time they were dating?

(She's so jealous she can't see straight.)

There's regret and melancholy in his dark eyes when he says that he had better let her get back to all her important work. Erza panics. She doesn't want him to leave, and she desperately looks for any reason to convince him to stay just a little longer.

"Would you like to help me?" she blurts out. "With Avatar? It's a big job, and I could use some backup."

She explains her plans, and his eyes widen.

"No way are you hanging out in a dark guild," he says.

"It has to be done," she says patiently. "It's the only way to get the information we need."

"Then I'll do it."

"But–"

"I have a better cover story, anyway. I can say I'm using the dark guild's connections to search for the Book of E.N.D. or something."

Erza winces, the words cutting deep. "Is this about…um…your father?"

Gray starts in surprise. "How did you…?"

"Natsu mentioned something, before he disappeared. Gray, I'm really sorry."

"It was a long time ago," he says, looking away. "I'm fine."

(That's what he says when he's not fine.)

Erza knows him well enough to see the signs of ingrained grief in his eyes, but she can't work up the nerve to address it. She still feels as if she's lost that right. She gives him a briefing instead, and they discuss the best ways to go about such an ambitious plan.

Somewhat spitefully, she adds, "And you probably shouldn't tell Juvia. The less people who know, the less chance that our plans will be uncovered."

She feels a little bad about this, but she isn't feeling very charitable towards Juvia at the moment. Anything to keep her away from Gray. She tells herself she's doing it because Juvia has only ever loved Gray for the fantasy she created of him and not for himself, and this is true. It's true that Gray deserves better, someone who will love him unconditionally for exactly who he is. But the real reason, the one she doesn't want to admit to herself, is that she wouldn't want him to be with even the best woman in the world if it wasn't her. Which is petty and selfish, but she wants him so badly.

Gray hesitates, but reluctantly nods his agreement.

Erza doesn't want to send him into Avatar, but she'll do anything to keep him close. She talks to him frequently on their communications lacrimas, although she has to be careful not to blow his cover. She waits and paces and worries until he calls her.

He turns out to be a good actor.

(He always was. He's always been good at acting happy, anyway.)

He claws his way up Avatar's ranks and secures a spot to wriggle inside. He discovers a veritable goldmine of information and passes it to Erza. She wonders, sometimes, if he's so dedicated to the task because he doesn't want to disappoint her, because he still craves her approval.

(She hopes not. It breaks her heart.)

She's worried about what it's doing to him, though. Pretending to be a dark mage and living with a dark guild can't be easy, and Avatar has a bad reputation for being nasty even to its own. And since Gray is the newbie and has ties to Fairy Tail, he's in danger not only of hazing but of being sniffed out as a traitor. Erza is deathly afraid of what will happen to him if they realize he's a spy.

There's something a little off about his voice. She's known him intimately enough to realize that he's buckling under the strain. She wants to know what's happening to him, what those awful people are doing to him.

"Are you alright?" she asks at the end of every conversation.

"Yeah," he always says. "I'm totally fine."

(He's not fine.)

"Are you sure? Seriously, Gray, you can pull out if it's that bad."

"Nah, things are still going pretty smoothly. And we need someone here."

"But–"

"I'll talk to you later, alright? Bye, Erza."

She always asks, always gives him the opportunity to open up, but he never tells her what's happening to him or what he feels about it. She wonders if he would have, before. Maybe not, because he wouldn't have wanted her to feel guilty about sending him in.

(That selflessness is both his most endearing and frustrating quality.)

Erza is relieved when Natsu and Happy and Lucy blow Gray's mission so that he can get out of there already. She wants to cry with joy when they resurrect Fairy Tail.

Gray is different, though. He acts almost the same, but there's a dark, broken quality lurking in his eyes that wasn't there before Avatar. Erza desperately wants him to tell her what happened.

He doesn't.

.

It's after the mess with Alvarez that Erza's waiting finally comes to an end. Jellal and the rest of his guild have earned a royal pardon for their help against Zeref and Acnologia, and eventually he comes to her.

When he flushes and awkwardly scratches at the back of his head while he finally asks her out, Erza is too excited to even make a snide comment about the imaginary fiancée. She's been waiting on this for years and years and years, so it's about time.

(She lost the only other man she ever loved to this, so Jellal had sure as hell better come through so that it wasn't for nothing.)

They've both been waiting on this for years, so neither wastes any time. It's a whirlwind romance, and they ignite each other like fire. This is the burning passion of romance novels, the kind she never really got with Gray. They can't get enough of each other, always kissing and touching and giggling and going out on dates. He electrifies Erza's body and consumes her, and she is wildly happy.

(She drowns herself in him so that she can forget Gray.)

It's everything she dreamed it would be, and this fervent bliss is worth all those years of pining.

But one day, instead of the fiercely passionate kisses he usually bestows, he places a tender one on her forehead, in the same way and in the same spot that Gray always used to when he was holding Erza in his arms and they were snuggled comfortably in each other's company.

Before she realizes it, she's murmuring, "Gray."

Jellal pulls away abruptly, his eyes shining with confusion and hurt. "What?"

Erza's eyes widen in horror. "S-sorry. It's not… I…"

She realizes suddenly that as electrifying as this passionate love is, she misses the comfortable companionship of Gray's. She and Gray were rarely this heated, never had that honeymoon phase where every look and touch sparked desire, but they had shared a soul-deep understanding. They were the deepest of friends, and had connected on a deeper level than the physical.

Erza's torn and panicked. She doesn't know what to do. She's destroying this second romance of hers as surely as she did her first one.

It's at times like this that she wants to run to Gray and spill out her fears and worries so that he'll hold her and tell her it will be alright and give her advice. He always did that for her. She misses it, she realizes.

She loves Jellal, has loved him for a long time, but he doesn't know her the same way Gray does and she doesn't feel like she can share herself as freely. She needs someone who can understand her and who has already stood by her through everything even when she didn't deserve it.

She needs Gray.

"I-I'm sorry," she stammers, backing away. Her eyes fill with tears. "I have to go."

She whirls about and runs, leaving Jellal staring after her. She runs and runs and runs, all the way back to the guild. Throwing the doors open with a loud bang, she looks around frantically.

She blinks away the tears and spots Gray near Juvia. He turns at the sound of the door, and his puzzled expression turns to worry as he spots her.

She runs and throws her arms around him, burying her face in his chest. He rocks back a half-step in surprise, but wraps her tightly in his arms and runs a hand through her hair.

"Erza?" he asks. "What's wrong?"

"I'm sorry!" she wails. She is such a stupid, selfish woman. It has been over a year and a half and she is still not over him, whatever she's tried to tell herself. "I can't do this anymore. I'm so sorry. I miss you. I need you. Come back."

He clears his throat awkwardly. "Jellal–"

"Isn't you."

"You still love him," Gray says patiently. He doesn't sound angry or resentful or bitter, or anything he probably should.

Erza draws back a little to blink up at him with teary eyes. "I still love you," she whispers.

He smiles gently, but she isn't sure if he believes her. "You worry me, Erza. I'm afraid your heart is never going to be satisfied. You're always pining after who you can't have and taking for granted who's right in front of you. So I'm helping you out and taking myself off the table. Go to Jellal and be happy with him. Goodness knows you've waited for him long enough."

Erza's lip trembles and her vision goes blurry. "Please…"

Gray leans forward, and his breath tickles her ear as he whispers in the faintest of whispers, "Do you know whose name you screamed when we made love? Whose name you said in your sleep? Because it wasn't mine."

Erza jerks back in surprise, her eyes widening in horror. She hadn't even known…

Gray stares back at her with a small, sad smile. Why doesn't he rage at her or vent his bitterness? She sees the weary pain in his eyes, but none of the resentment. Maybe he has lived with it all for so long that he's too tired to feel it anymore. Maybe he's already burnt himself out.

Maybe that means it's already too late to fix the damage.

"Go on back to him," he says quietly.

"I-I'm sorry," she whispers, something in her heart shattering. "I–I–"

Gray leans forward and presses a chaste, gentle kiss to her forehead. It makes Erza want to cry, both for its comforting familiarity and for the quality that is now missing from it.

"You are the only woman I've ever loved," he says, and his eyes are gentle. "I haven't found a replacement for you yet, and I'm not sure if I ever will. I want you to be happy. And I'll still be here when you need me. Whatever you need, you should know that you can come to me.

"But you have to realize that it wasn't always easy to be your second pick, your consolation prize. Don't get me wrong, I'm grateful for the time we had and I wouldn't trade it for the world. But I don't think I can survive going back.

"Let Jellal be the replacement this time."

And his eyes are so gentle and loving under the crushing melancholy that Erza wants to cry, but there's also a quiet firmness that tells her this is his final decision. He doesn't believe she can love him enough to overcome her love for Jellal, can't bear to open himself up to the pain she inflicts on him again, and it's Erza's fault.

Erza turns and flees the guild, barely aware of all the eyes on her. All she can focus on is that she lost her chance. She falls to her knees outside the guild and folds over herself and muffles her wails in her knees.

Maybe Gray's right and her heart will never be satisfied.

No matter where she goes from here, it will stay broken.

* * *

 **Note: I'd originally debated getting them back together, but I live for angst and I like this ending. I do, admittedly, have headcanons where they do work things out, but I wanted to keep this as the official ending. I wrote this so long ago lol It was actually the first of the Grayza pieces that I wrote, back when I was testing the waters because my sister wanted me to write her Grayza gift fics. I figured it would be easier to start with angst and work from there lol**

 **Aaanyway, sorry if I've been a little distant. I'm still playing around in Noragami's sandbox even though the fandom is pretty dead lol**

 **emmahoshi: Ha ha, I'm not too big on romance either, obviously. Usually when I write it, it's romance gone wrong lol Tbh, I can understand both Gray and Erza but they're both making mistakes that make me want to shake them XD I mean, they're not trying to hurt each other or play around with each other's feelings, but humans inevitably screw things up and they made a big mess of things. So I feel for them both, but that doesn't mean that I'm necessarily pleased with the choices they made. Erza, especially, needs to get her act together XD**


End file.
